Common use of Taxation upon Exercise of Option Clause in Contracts

Taxation upon Exercise of Option. Optionee understands that, upon -------------------------------- exercise of this Option, the Optionee will recognize income for tax purposes in an amount equal to the excess of the then Fair Market Value of the Shares purchased over the exercise price paid for such Shares. If the Optionee is subject to Section 16(b) of the Securities Exchange Act of 1934, as amended, the measurement and timing of such income may be deferred, and the Optionee is advised to contact a tax advisor concerning the desirability of filing an 83(b) election in connection with the exercise of the Option. Upon a resale of such Shares by the Optionee, any difference between the sale price and the Fair Market Value of the Shares on the date of exercise of the Option, to the extent not included in income as described above, will be treated as capital gain or loss. DATE OF GRANT: ______________________________ POWERWAVE TECHNOLOGIES, INC., a Delaware corporation By:_____________________________________ Its:_________________________________ The Optionee acknowledges receipt of a copy of the Plan, a copy of which is annexed hereto, and represents that the Optionee is familiar with the terms and provisions thereof, and hereby accepts this Option subject to all of the terms and provisions thereof. The Optionee hereby agrees to accept as binding, conclusive and final all decisions or interpretations of the Board upon any questions arising under the Plan. Date: __________________ ________________________________________ Optionee EXHIBIT A --------- POWERWAVE TECHNOLOGIES, INC. 1996 DIRECTOR STOCK OPTION PLAN EXERCISE NOTICE Powerwave Technologies, Inc. 0000 XxXxx Xxxxxx Irvine, California 92614 Attention: Secretary

Taxation upon Exercise of Option. Optionee understands that, upon -------------------------------- exercise of this Option, the Optionee he or she will recognize income for tax purposes in an amount equal to the excess of the then Fair Market Value of the Shares purchased over the exercise price paid for such Shares. If Since the Optionee is subject to Section 16(b) of the Securities Exchange Act of 1934, as amended, under certain limited circumstances the measurement and timing of such income (and the commencement of any capital gain holding period) may be deferred, and the Optionee is advised to contact a tax advisor concerning the desirability application of filing an Section 83 in general and the availability a Section 83(b) election in particular in connection with the exercise of the Option. Upon a resale of such Shares by the Optionee, any difference between the sale price and the Fair Market Value of the Shares on the date of exercise of the Option, to the extent not included in income as described above, will be treated as capital gain or loss. DATE OF GRANT: ______________________________ POWERWAVE TECHNOLOGIES, INC.ClearCommerce Corporation, a Delaware corporation By:_____________________________________ Its:_________________________________ The Optionee acknowledges receipt of a copy of the Plan, a copy of which is annexed attached hereto, and represents that the Optionee he or she is familiar with the terms and provisions thereof, and hereby accepts this Option subject to all of the terms and provisions thereof. The Optionee hereby agrees to accept as binding, conclusive and final all decisions or interpretations of the Board upon any questions arising under the Plan. DateDated: __________________ ________________________________________ Optionee EXHIBIT A --------- POWERWAVE TECHNOLOGIES, INC. 1996 DIRECTOR STOCK OPTION PLAN EXERCISE NOTICE Powerwave TechnologiesClearCommerce Corporation 00000 Xxxxxx Xxxxxxxxx, Inc. 0000 XxXxx Xxxxxx IrvineXxxxx 000 Xxxxxx, California 92614 Xxxxx 00000 Attention: Corporate Secretary

Taxation upon Exercise of Option. Optionee understands that, upon -------------------------------- exercise of this Option, the Optionee he or she will recognize income for tax purposes in an amount equal to the excess of the then Fair Market Value of the Shares purchased over the exercise price paid for such Shares. If Since the Optionee is subject to Section 16(b) of the Securities Exchange Act of 1934, as amended, under certain limited circumstances the measurement and timing of such income (and the commencement of any capital gain holding period) may be deferred, and the Optionee is advised to contact a tax advisor concerning the desirability application of filing an Section 83 in general and the availability a Section 83(b) election in particular in connection with the exercise of the Option. Upon a resale of such Shares by the Optionee, any difference between the sale price and the Fair Market Value of the Shares on the date of exercise of the Option, to the extent not included in income as described above, will be treated as capital gain or loss. DATE OF GRANT: ______________________________ POWERWAVE TECHNOLOGIES, INC., Avanex Corporation a Delaware corporation By:_: ____________________________________ Its:_________________________________ The Optionee acknowledges receipt of a copy of the Plan, a copy of which is annexed attached hereto, and represents that the Optionee he or she is familiar with the terms and provisions thereof, and hereby accepts this Option subject to all of the terms and provisions thereof. The Optionee hereby agrees to accept as binding, conclusive and final all decisions or interpretations of the Board upon any questions arising under the Plan. DateDated: __________________ ________________________________________ Optionee EXHIBIT A --------- POWERWAVE TECHNOLOGIES, INC. 1996 DIRECTOR STOCK OPTION PLAN EXERCISE NOTICE Powerwave TechnologiesAvanex Corporation 00000 Xxxxxxxxxxxx Xxxxxx Xxxxxxx, Inc. 0000 XxXxx Xxxxxx Irvine, California 92614 Xxxxxxxxxx 00000 Attention: Corporate Secretary

Taxation upon Exercise of Option. Optionee understands that, upon -------------------------------- exercise of this Option, the Optionee he or she will recognize income for tax purposes in an amount equal to the excess of the then Fair Market Value of the Shares purchased over the exercise price paid for such Shares. If Since the Optionee is subject to Section 16(b) of the Securities Exchange Act of 1934, as amended, under certain limited circumstances the measurement and timing of such income (and the commencement of any capital gain holding period) may be deferred, and the Optionee is advised to contact a tax advisor concerning the desirability application of filing an Section 83 in general and the availability a Section 83(b) election in particular in connection with the exercise of the Option. Upon a resale of such Shares by the Optionee, any difference between the sale price and the Fair Market Value of the Shares on the date of exercise of the Option, to the extent not included in income as described above, will be treated as capital gain or loss. DATE OF GRANT: ______________________________ POWERWAVE TECHNOLOGIESOctober 19, INC., 2001 Avanex Corporation a Delaware corporation By:_____________________________________ Its:_________________________________ The : /s/ Xxxx Xxxxx -------------------------------- Optionee acknowledges receipt of a copy of the Plan, a copy of which is annexed attached hereto, and represents that the Optionee he or she is familiar with the terms and provisions thereof, and hereby accepts this Option subject to all of the terms and provisions thereof. The Optionee hereby agrees to accept as binding, conclusive and final all decisions or interpretations of the Board upon any questions arising under the Plan. DateDated: __________________ ________________________________________ /s/ Xxxx Xxxxxx ----------------------------------- Optionee EXHIBIT A --------- POWERWAVE TECHNOLOGIES, INC. 1996 DIRECTOR STOCK OPTION PLAN EXERCISE NOTICE Powerwave TechnologiesAvanex Corporation 00000 Xxxxxxxxxxxx Xxxxxx Xxxxxxx, Inc. 0000 XxXxx Xxxxxx Irvine, California 92614 Xxxxxxxxxx 00000 Attention: Corporate Secretary

Taxation upon Exercise of Option. Optionee understands that, upon -------------------------------- exercise of this Option, the Optionee he or she will recognize income for tax purposes in an amount equal to the excess of the then Fair Market Value of the Shares purchased over the exercise price paid for such Shares. If Since the Optionee is subject to Section 16(b) of the Securities Exchange Act of 1934, as amended, under certain limited circumstances the measurement and timing of such income (and the commencement of any capital gain holding period) may be deferred, and the Optionee is advised to contact a tax advisor concerning the desirability application of filing an Section 83 in general and the availability a Section 83(b) election in particular in connection with the exercise of the Option. Upon a resale of such Shares by the Optionee, any difference between the sale price and the Fair Market Value of the Shares on the date of exercise of the Option, to the extent not included in income as described above, will be treated as capital gain or loss. DATE OF GRANT: ______________________________ POWERWAVE TECHNOLOGIESCobalt Networks, INC.Inc., a Delaware corporation By:_____________________________________ Its:_________________________________ The Optionee acknowledges receipt of a copy of the Plan, a copy of which is annexed attached hereto, and represents that the Optionee he or she is familiar with the terms and provisions thereof, and hereby accepts this Option subject to all of the terms and provisions thereof. The Optionee hereby agrees to accept as binding, conclusive and final all decisions or interpretations of the Board upon any questions arising under the Plan. DateDated: __________________ ______________________________ Optionee EXHIBIT A DIRECTOR OPTION EXERCISE NOTICE Cobalt Networks, Inc. ______________ Optionee EXHIBIT A --------- POWERWAVE TECHNOLOGIES, INC. 1996 DIRECTOR STOCK OPTION PLAN EXERCISE NOTICE Powerwave Technologies, Inc. 0000 XxXxx Xxxxxx Irvine, California 92614 ______________ Attention: Corporate Secretary

Taxation upon Exercise of Option. Optionee understands that, upon -------------------------------- exercise of this Option, the Optionee he or she will recognize income for tax purposes in an amount equal to the excess of the then Fair Market Value of the Shares purchased over the exercise price paid for such Shares. If Since the Optionee is subject to Section 16(b) of the Securities Exchange Act of 1934, as amended, under certain limited circumstances the measurement and timing of such income (and the commencement of any capital gain holding period) may be deferred, and the Optionee is advised to contact a tax advisor concerning the desirability application of filing an Section 83 in general and the availability a Section 83(b) election in particular in connection with the exercise of the Option. Upon a resale of such Shares by the Optionee, any difference between the sale price and the Fair Market Value of the Shares on the date of exercise of the Option, to the extent not included in income as described above, will be treated as capital gain or loss. DATE OF GRANT: ______________________________ POWERWAVE TECHNOLOGIES, INCNatus Medical Incorporated., a Delaware corporation By:_____________________________________ Its:_________________________________ The Optionee acknowledges receipt of a copy of the Plan, a copy of which is annexed attached hereto, and represents that the Optionee he or she is familiar with the terms and provisions thereof, and hereby accepts this Option subject to all of the terms and provisions thereof. The Optionee hereby agrees to accept as binding, conclusive and final all decisions or interpretations of the Board upon any questions arising under the Plan. DateDated: __________________ ________________________________________ Optionee EXHIBIT A --------- POWERWAVE TECHNOLOGIES, INC. 1996 DIRECTOR STOCK OPTION PLAN EXERCISE NOTICE Powerwave TechnologiesNatus Medical Incorporated 0000 Xxxxxxxxxx Xxxx Xxx Xxxxxx, Inc. 0000 XxXxx Xxxxxx Irvine, California 92614 XX 00000 Attention: Corporate Secretary

Taxation upon Exercise of Option. Optionee understands that, upon -------------------------------- exercise of this Option, the Optionee he or she will recognize income for tax purposes in an amount equal to the excess of the then Fair Market Value of the Shares purchased over the exercise price paid for such Shares. If Since the Optionee is subject to Section 16(b) of the Securities Exchange Act of 1934, as amended, under certain limited circumstances the measurement and timing of such income (and the commencement of any capital gain holding period) may be deferred, and the Optionee is advised to contact a tax advisor concerning the desirability application of filing an Section 83 in general and the availability a Section 83(b) election in particular in connection with the exercise of the Option. Upon a resale of such Shares by the Optionee, any difference between the sale price and the Fair Market Value of the Shares on the date of exercise of the Option, to the extent not included in income as described above, will be treated as capital gain or loss. DATE OF GRANT: ______________________________ POWERWAVE TECHNOLOGIESxxxxxxx x, INC.xxxx NetIQ Corporation, a Delaware corporation By:_____________________________________ Its:_________________________________ The : -------------------------------------- Ching-Xx Xxxxx Optionee acknowledges receipt of a copy of the Plan, a copy of which is annexed attached hereto, and represents that the Optionee he or she is familiar with the terms and provisions thereof, and hereby accepts this Option subject to all of the terms and provisions thereof. The Optionee hereby agrees to accept as binding, conclusive and final all decisions or interpretations of the Board upon any questions arising under the Plan. DateDated: __________________ ________________________________________ --------------------------- ---------------------------------- Optionee EXHIBIT A --------- POWERWAVE TECHNOLOGIES, INC. 1996 DIRECTOR STOCK OPTION PLAN EXERCISE NOTICE Powerwave TechnologiesNetIQ Corporation 0000 Xxxxx Xxxxx Xxxxxx Xxx Xxxx, Inc. 0000 XxXxx Xxxxxx Irvine, California 92614 XX 00000 Attention: Corporate Secretary

Taxation upon Exercise of Option. Optionee understands that, upon -------------------------------- exercise of this Option, the Optionee he or she will recognize income for tax purposes in an amount equal to the excess of the then Fair Market Value of the Shares purchased over the exercise price paid for such Shares. If Since the Optionee is subject to Section 16(b) of the Securities Exchange Act of 1934, as amended, under certain limited circumstances the measurement and timing of such income (and the commencement of any capital gain holding period) may be deferred, and the Optionee is advised to contact a tax advisor concerning the desirability application of filing an Section 83 in general and the availability a Section 83(b) election in particular in connection with the exercise of the Option. Upon a resale of such Shares by the Optionee, any difference between the sale price and the Fair Market Value of the Shares on the date of exercise of the Option, to the extent not included in income as described above, will be treated as capital gain or loss. DATE OF GRANT: ______________________________ POWERWAVE TECHNOLOGIESPalm, INC., a Inc. A Delaware corporation By:_____: ________________________________ Its:_________________________________ The Optionee acknowledges receipt of a copy of the Plan, a copy of which is annexed attached hereto, and represents that the Optionee he or she is familiar with the terms and provisions thereof, and hereby accepts this Option subject to all of the terms and provisions thereof. The Optionee hereby agrees to accept as binding, conclusive and final all decisions or interpretations of the Board upon any questions arising under the Plan. DateDated: __________________ ______________________________ Optionee EXHIBIT A DIRECTOR OPTION EXERCISE NOTICE Palm, Inc. ______________ Optionee EXHIBIT A --------- POWERWAVE TECHNOLOGIES, INC. 1996 DIRECTOR STOCK OPTION PLAN EXERCISE NOTICE Powerwave Technologies, Inc. 0000 XxXxx Xxxxxx Irvine, California 92614 ______________ Attention: Corporate Secretary

Taxation upon Exercise of Option. Optionee understands that, upon -------------------------------- exercise of this Option, the Optionee he or she will recognize income for tax purposes in an amount equal to the excess of the then Fair Market Value of the Shares purchased over the exercise price paid for such Shares. If Since the Optionee is subject to Section 16(b) of the Securities Exchange Act of 1934, as amended, under certain limited circumstances the measurement and timing of such income (and the commencement of any capital gain holding period) may be deferred, and the Optionee is advised to contact a tax advisor concerning the desirability application of filing an Section 83 in general and the availability a Section 83(b) election in particular in connection with the exercise of the Option. Upon a resale of such Shares by the Optionee, any difference between the sale price and the Fair Market Value of the Shares on the date of exercise of the Option, to the extent not included in income as described above, will be treated as capital gain or loss. DATE OF GRANT: ______________________________ POWERWAVE TECHNOLOGIESPalm, INC., a Inc. A Delaware corporation By:_______: ______________________________ Its:_________________________________ The Optionee acknowledges receipt of a copy of the Plan, a copy of which is annexed attached hereto, and represents that the Optionee he or she is familiar with the terms and provisions thereof, and hereby accepts this Option subject to all of the terms and provisions thereof. The Optionee hereby agrees to accept as binding, conclusive and final all decisions or interpretations of the Board upon any questions arising under the Plan. DateDated: __________________ ______________________________ Optionee EXHIBIT A DIRECTOR OPTION EXERCISE NOTICE Palm, Inc. ______________ Optionee EXHIBIT A --------- POWERWAVE TECHNOLOGIES, INC. 1996 DIRECTOR STOCK OPTION PLAN EXERCISE NOTICE Powerwave Technologies, Inc. 0000 XxXxx Xxxxxx Irvine, California 92614 ______________ Attention: Corporate Secretary

Taxation upon Exercise of Option. Optionee understands that, upon -------------------------------- exercise of this Option, the Optionee he or she will recognize income for tax purposes in an amount equal to the excess of the then Fair Market Value of the Shares purchased over the exercise price paid for such Shares. If Since the Optionee is subject to Section 16(b) of the Securities Exchange Act of 1934, as amended, under certain limited circumstances the measurement and timing of such income (and the commencement of any capital gain holding period) may be deferred, and the Optionee is advised to contact a tax advisor concerning the desirability application of filing an Section 83 in general and the availability of a Section 83(b) election in particular in connection with the exercise of the Option. Upon a resale of such Shares by the Optionee, any difference between the sale price and the Fair Market Value of the Shares on the date of exercise of the Option, to the extent not included in income as described above, will be treated as capital gain or loss. DATE OF GRANT: ______________________________ POWERWAVE TECHNOLOGIESSCOPUS TECHNOLOGY, INC., a Delaware corporation . By:___________: __________________________ Its:_________________________________ The Optionee acknowledges receipt of a copy of the Plan, a copy of which is annexed attached hereto, and represents that the Optionee he or she is familiar with the terms and provisions thereof, and hereby accepts this Option subject to all of the terms and provisions thereof. The Optionee hereby agrees to accept as binding, conclusive and final all decisions or interpretations of the Board upon any questions arising under the Plan. DateDated: __________________ ________________________________________ Optionee EXHIBIT A --------- POWERWAVE TECHNOLOGIES, INC. 1996 DIRECTOR STOCK OPTION PLAN EXERCISE NOTICE Powerwave TechnologiesScopus Technology, Inc. 0000 XxXxx Xxxxxx IrvineXxxxxx, California 92614 Ste. 900 Emeryville, CA 94608 Attention: Corporate Secretary

Taxation upon Exercise of Option. Optionee understands that, upon -------------------------------- exercise of this Option, the Optionee he or she will recognize income for tax purposes in an amount equal to the excess of the then Fair Market Value of the Shares purchased over the exercise price paid for such Shares. If Since the Optionee is subject to Section 16(b) of the Securities Exchange Act of 1934, as amended, under certain limited circumstances the measurement and timing of such income (and the commencement of any capital gain holding period) may be deferred, and the Optionee is advised to contact a tax advisor concerning the desirability application of filing an Section 83 in general and the availability a Section 83(b) election in particular in connection with the exercise of the Option. Upon a resale of such Shares by the Optionee, any difference between the sale price and the Fair Market Value of the Shares on the date of exercise of the Option, to the extent not included in income as described above, will be treated as capital gain or loss. DATE OF GRANT: ______________________________ POWERWAVE TECHNOLOGIESCaptura Software, INC., Inc. a Delaware corporation By:_____________________________________ Its:_________________________________ The Optionee acknowledges receipt of a copy of the Plan, a copy of which is annexed attached hereto, and represents that the Optionee he or she is familiar with the terms and provisions thereof, and hereby accepts this Option subject to all of the terms and provisions thereof. The Optionee hereby agrees to accept as binding, conclusive and final all decisions or interpretations of the Board upon any questions arising under the Plan. DateDated: __________________ ________________________________________ Optionee EXHIBIT A --------- POWERWAVE TECHNOLOGIES, INC. 1996 DIRECTOR STOCK OPTION PLAN EXERCISE NOTICE Powerwave TechnologiesCaptura Software, Inc. 0000 XxXxx 000/xx/ Xxxxxx IrvineXX Xxxxxxx, California 92614 Xxxxxxxxxx 00000 Attention: Corporate Secretary

Taxation upon Exercise of Option. Optionee understands that, upon -------------------------------- exercise of this Option, the Optionee he or she will recognize income for tax purposes in an amount equal to the excess of the then Fair Market Value of the Shares purchased over the exercise price paid for such Shares. If Since the Optionee is subject to Section 16(b) of the Securities Exchange Act of 1934, as amended, under certain limited circumstances the measurement and timing of such income (and the commencement of any capital gain holding period) may be deferred, and the Optionee is advised to contact a tax advisor concerning the desirability application of filing an Section 83 in general and the availability a Section 83(b) election in particular in connection with the exercise of the Option. Upon a resale of such Shares by the Optionee, any difference between the sale price and the Fair Market Value of the Shares on the date of exercise of the Option, to the extent not included in income as described above, will be treated as capital gain or loss. DATE OF GRANT: ______________________________ POWERWAVE TECHNOLOGIES, INC.NASSDA CORPORATION, a Delaware corporation By:_________: ____________________________ Its:_________________________________ The Optionee acknowledges receipt of a copy of the Plan, a copy of which is annexed attached hereto, and represents that the Optionee he or she is familiar with the terms and provisions thereof, and hereby accepts this Option subject to all of the terms and provisions thereof. The Optionee hereby agrees to accept as binding, conclusive and final all decisions or interpretations of the Board upon any questions arising under the Plan. DateDated: __________________ ________________________________________ Optionee EXHIBIT A --------- POWERWAVE TECHNOLOGIES, INC. 1996 DIRECTOR STOCK OPTION PLAN EXERCISE NOTICE Powerwave TechnologiesNASSDA Corporation 0000 Xxxxx Xxxxxxxxx, Inc. 0000 XxXxx Xxxxxx IrvineSuite 110 Santa Clara, California 92614 CA 95054 Attention: Corporate Secretary

Taxation upon Exercise of Option. Optionee understands that, that upon -------------------------------- exercise of this Option, the Optionee he will generally recognize income for tax purposes in an amount equal to the excess of the then Fair Market Value of the Shares purchased over the exercise price paid price. The Company will be required to withhold tax from Optionee's current compensation with respect to such income; to the extent that Optionee's current compensation is insufficient to satisfy the withholding tax liability, the Company may require the Optionee to make a cash payment to cover such liability as a condition of exercise of this Option. The Optionee may elect to pay such tax by (i) requesting the Company to withhold a sufficient number of shares from the shares otherwise due upon exercise or (ii) by delivering a sufficient number of shares of the Company's common stock which have been previously held by the Optionee for such Sharesa period of time as the Committee may require. The aggregate value of the shares withhold or delivered, as determined by the Committee must be sufficient to satisfy all such applicable taxes, except as otherwise permitted by the Committee. If the Optionee is subject to Section 16(b) 16 of the Securities Exchange Act of 1934, as amended, the measurement Optionee's election must be made in compliance with rules and timing procedures established by the Committee. Grant Date: --------------- GREATER BAY BANCORP By: --------------------------- Xxxxxx X. Xxxxx Executive Vice President Chief Operating Officer and Chief Financial Officer Optionee represents that Optionee is familiar with the terms and provisions of such income may be deferredthis Option and hereby accepts the same subject to all the terms and provisions hereof. Optionee hereby agrees to accept as binding, conclusive and final all decision, or interpretations of the Board of Directors or its duly appointed Committee upon any questions arising under the Plan. Dated: ---------------------- ----------------------------- Optionee ADDENDUM TO NONSTATUTORY STOCK OPTION AGREEMENT This Addendum to Nonstatutory Stock Option Agreement ("addendum") is hereby entered into between Greater Bay Bancorp, a California corporation (the "Company"), and the Optionee is advised to contact a tax advisor concerning the desirability of filing an 83(b) election in connection with the exercise of the Option. Upon a resale of such Shares by the Optionee, any difference between the sale price and the Fair Market Value of the Shares on the date of exercise of the Option, to the extent not included in income as described above, will be treated as capital gain or loss. DATE OF GRANT: ______________________________ POWERWAVE TECHNOLOGIES, INC., a Delaware corporation By("Optionee") pursuant to the following recitals:_____________________________________ Its:_________________________________ The Optionee acknowledges receipt of a copy of the Plan, a copy of which is annexed hereto, and represents that the Optionee is familiar with the terms and provisions thereof, and hereby accepts this Option subject to all of the terms and provisions thereof. The Optionee hereby agrees to accept as binding, conclusive and final all decisions or interpretations of the Board upon any questions arising under the Plan. Date: __________________ ________________________________________ Optionee EXHIBIT A --------- POWERWAVE TECHNOLOGIES, INC. 1996 DIRECTOR STOCK OPTION PLAN EXERCISE NOTICE Powerwave Technologies, Inc. 0000 XxXxx Xxxxxx Irvine, California 92614 Attention: Secretary

Taxation upon Exercise of Option. Optionee understands that, upon -------------------------------- exercise of this Option, the Optionee he or she will recognize income for tax purposes in an amount equal to the excess of the then Fair Market Value of the Shares purchased over the exercise price paid for such Shares. If Since the Optionee is subject to Section 16(b) of the Securities Exchange Act of 1934, as amended, under certain limited circumstances the measurement and timing of such income (and the commencement of any capital gain holding period) may be deferred, and the Optionee is advised to contact a tax advisor concerning the desirability application of filing an Section 83 in general and the availability a Section 83(b) election in particular in connection with the exercise of the Option. Upon a resale of such Shares by the Optionee, any difference between the sale price and the Fair Market Value of the Shares on the date of exercise of the Option, to the extent not included in income as described above, will be treated as capital gain or loss. DATE OF GRANT: ______________________________ POWERWAVE TECHNOLOGIESCOST PLUS, INC., a Delaware California corporation By:_____________________________________ Its:_________________________________ The Optionee acknowledges receipt of a copy of the Plan, a copy of which is annexed attached hereto, and represents that the Optionee he or she is familiar with the terms and provisions thereof, and hereby accepts this Option subject to all of the terms and provisions thereof. The Optionee hereby agrees to accept as binding, conclusive and final all decisions or interpretations of the Board upon any questions arising under the Plan. DateDated: ___________________ ________________________________________ Optionee EXHIBIT A --------- POWERWAVE TECHNOLOGIESCOST PLUS, INC. 1996 DIRECTOR STOCK OPTION PLAN EXERCISE NOTICE Powerwave TechnologiesCost Plus, Inc. 0000 XxXxx 000 0xx Xxxxxx IrvineXxxxxxx, California 92614 XX 00000 Attention: Corporate Secretary

Taxation upon Exercise of Option. Optionee understands that, upon -------------------------------- exercise of this Option, the Optionee he or she will recognize income for tax purposes in an amount equal to the excess of the then Fair Market Value of the Shares purchased over the exercise price paid for such Shares. If Since the Optionee is subject to Section 16(b) of the Securities Exchange Act of 1934, as amended, under certain limited circumstances the measurement and timing of such income (and the commencement of any capital gain holding period) may be deferred, and the Optionee is advised to contact a tax advisor concerning the desirability application of filing an Section 83 in general and the availability a Section 83(b) election in particular in connection with the exercise of the Option. Upon a resale of such Shares by the Optionee, any difference between the sale price and the Fair Market Value of the Shares on the date of exercise of the Option, to the extent not included in income as described above, will be treated as capital gain or loss. DATE OF GRANT: October 19, 2001 Avanex Corporation a Delaware corporation By: /s/ Xxxx Xxxxx ______________________________ POWERWAVE TECHNOLOGIES, INC., a Delaware corporation By:_____________________________________ Its:_________________________________ The Optionee acknowledges receipt of a copy of the Plan, a copy of which is annexed attached hereto, and represents that the Optionee he or she is familiar with the terms and provisions thereof, and hereby accepts this Option subject to all of the terms and provisions thereof. The Optionee hereby agrees to accept as binding, conclusive and final all decisions or interpretations of the Board upon any questions arising under the Plan. DateDated: __________________ _________/s/ Xxxxxx Xxxx _______________________________ Optionee EXHIBIT A --------- POWERWAVE TECHNOLOGIES, INC. 1996 DIRECTOR STOCK OPTION PLAN EXERCISE NOTICE Powerwave TechnologiesAvanex Corporation 00000 Xxxxxxxxxxxx Xxxxxx Xxxxxxx, Inc. 0000 XxXxx Xxxxxx Irvine, California 92614 Xxxxxxxxxx 00000 Attention: Corporate Secretary

Taxation upon Exercise of Option. Optionee understands that, upon -------------------------------- exercise of this Option, the Optionee he or she will recognize income for tax purposes in an amount equal to the excess of the then Fair Market Value of the Shares purchased over the exercise price paid for such Shares. If Since the Optionee is subject to Section 16(b) of the Securities Exchange Act of 1934, as amended, under certain limited circumstances the measurement and timing of such income (and the commencement of any capital gain holding period) may be deferred, and the Optionee is advised to contact a tax advisor concerning the desirability application of filing an Section 83 in general and the availability a Section 83(b) election in particular in connection with the exercise of the Option. Upon a resale of such Shares by the Optionee, any difference between the sale price and the Fair Market Value of the Shares on the date of exercise of the Option, to the extent not included in income as described above, will be treated as capital gain or loss. DATE OF GRANT: ______________________________ POWERWAVE TECHNOLOGIESSynplicity, INC.Inc., a Delaware California corporation By:_____________________________________ Its:_________________________________ The Optionee acknowledges receipt of a copy of the Plan, a copy of which is annexed attached hereto, and represents that the Optionee he or she is familiar with the terms and provisions thereof, and hereby accepts this Option subject to all of the terms and provisions thereof. The Optionee hereby agrees to accept as binding, conclusive and final all decisions or interpretations of the Board upon any questions arising under the Plan. DateDated: _______________________ ______________________________ Optionee EXHIBIT A DIRECTOR OPTION EXERCISE NOTICE Synplicity, Inc. ______________ Optionee EXHIBIT A --------- POWERWAVE TECHNOLOGIES, INC. 1996 DIRECTOR STOCK OPTION PLAN EXERCISE NOTICE Powerwave Technologies, Inc. 0000 XxXxx Xxxxxx Irvine, California 92614 ______________ Attention: Corporate Secretary

Taxation upon Exercise of Option. Optionee understands that, upon -------------------------------- exercise of this Option, the Optionee he or she will recognize income for tax purposes in an amount equal to the excess of the then Fair Market Value of the Shares purchased over the exercise price paid for such Shares. If Since the Optionee is subject to Section 16(b) of the Securities Exchange Act of 1934, as amended, under certain limited circumstances the measurement and timing of such income (and the commencement of any capital gain holding period) may be deferred, and the Optionee is advised to contact a tax advisor concerning the desirability application of filing an Section 83 in general and the availability a Section 83(b) election in particular in connection with the exercise of the Option. Upon a resale of such Shares by the Optionee, any difference between the sale price and the Fair Market Value of the Shares on the date of exercise of the Option, to the extent not included in income as described above, will be treated as capital gain or loss. DATE OF GRANT: ____________:__________________ POWERWAVE TECHNOLOGIES, INC.ECHELON CORPORATION, a Delaware corporation By:_____________________________________ Its:_________________________________ The Optionee acknowledges receipt of a copy of the Plan, a copy of which is annexed attached hereto, and represents that the Optionee he or she is familiar with the terms and provisions thereof, and hereby accepts this Option subject to all of the terms and provisions thereof. The Optionee hereby agrees to accept as binding, conclusive and final all decisions or interpretations of the Board upon any questions arising under the Plan. Date: ____Dated:______________ ________________________________________ Optionee EXHIBIT A --------- POWERWAVE TECHNOLOGIES, INC. 1996 DIRECTOR STOCK OPTION PLAN EXERCISE NOTICE Powerwave TechnologiesEchelon Corporation 000 Xxxxxxx Xxxxxxx Xxxxxxxxx, Inc. 0000 XxXxx Xxxxxx Irvine, California 92614 XX 00000 Attention: Corporate Secretary

Taxation upon Exercise of Option. Optionee understands that, upon -------------------------------- exercise of this Option, the Optionee he or she will recognize income for tax purposes in an amount equal to the excess of the then Fair Market Value of the Shares purchased over the exercise price paid for such Shares. If Since the Optionee is subject to Section 16(b) of the Securities Exchange Act of 1934, as amended, under certain limited circumstances the measurement and timing of such income (and the commencement of any capital gain holding period) may be deferred, and the Optionee is advised to contact a tax advisor concerning the desirability application of filing an Section 83 in general and the availability a Section 83(b) election in particular in connection with the exercise of the Option. Upon a resale of such Shares by the Optionee, any difference between the sale price and the Fair Market Value of the Shares on the date of exercise of the Option, to the extent not included in income as described above, will be treated as capital gain or loss. DATE OF GRANT: ______________________________ POWERWAVE TECHNOLOGIESMcCLATCHY NEWSPAPERS, INC., a A Delaware corporation By:_: ____________________________________ Its:_________________________________ The Optionee acknowledges receipt of a copy of the Plan, a copy of which is annexed attached hereto, and represents that the Optionee he or she is familiar with the terms and provisions thereof, and hereby accepts this Option subject to all of the terms and provisions thereof. The Optionee hereby agrees to accept as binding, conclusive and final all decisions or interpretations of the Board upon any questions arising under the Plan. DateDated: _______________________ ________________________________________ Optionee EXHIBIT A --------- POWERWAVE TECHNOLOGIES, INC. 1996 DIRECTOR STOCK OPTION PLAN EXERCISE NOTICE Powerwave Technologies, Inc. 0000 XxXxx Xxxxxx Irvine, California 92614 The McClatchy Company [Address] Attention: Corporate Secretary